Gropper v. North Central Texas Oil Co.

Marvel, Vice Chancellor:

Plaintiff seeks a preliminary injunction enjoining defendant, a Delaware corporation, from liquidating and making a cash distribution to its stockholders in the amount of $29 per share as a corollary to a proposed sale of its principal assets to North Central Corporation, a recently formed Delaware corporation. The agreement of sale of assets, the consummation of which plaintiff also seeks to enjoin, covers defendant’s assets other than cash and United States Government securities, subject to a so-called retained production payment payable out of the operation of…